Azteca Gold Corp.
TSX VENTURE : AZG

Azteca Gold Corp.

March 11, 2009 14:47 ET

Azteca Gold Corp. Announces Private Placement, Resignation of Director

SPOKANE, WASHINGTON--(Marketwire - March 11, 2009) - Matthew Russell, President of Azteca Gold Corp. (the "Company") (TSX VENTURE:AZG) announces the Company is, subject to regulatory approval, undertaking a non-brokered private placement of Cdn $2,500,000. Up to 12,500,000 units will be issued at Cdn $0.20 per unit. Each unit consists of one common share and one warrant. Each warrant entitles the holder to subscribe for an additional common share for Cdn $0.35 for a period of 2 years from closing.

The funds will be used for drilling and assaying expenses at the Company's Two Mile project as well as for general corporate purposes.

The Company's recent offer to allow holders of existing warrants to exercise at a reduced price resulted in the issuance of 4,391,250 shares for proceeds of Cdn $658,687.50.

The Company also wishes to thank Ed Schiller, who has resigned as a director for personal reasons, for his assistance and hard work as a director of the Company since current management took over in December of 2006. "Ed Schiller's extensive experience and geological expertise has helped put Azteca where it is today," said Matt Russell.

WARNING: the Company relies upon litigation protection for "forward looking" statements. The information in this release may contain forward-looking information under applicable securities laws. This forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those implied by the forward-looking information. Factors that may cause actual results to vary material include, but are not limited to, inaccurate assumptions concerning the exploration for and development of mineral deposits, currency fluctuations, unanticipated operational or technical difficulties, changes in laws or regulations, the risks of obtaining necessary licenses and permits, changes in general economic conditions or conditions in the financial markets and the inability to raise additional financing. Readers are cautioned not to place undue reliance on this forward-looking information. The Company does not assume the obligation to revise or update this forward-looking information after the date of this release or to revise such information to reflect the occurrence of future unanticipated events, except as may be required under applicable securities laws.

Shares issued: 174,347,157

The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.

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